Rise of the Cross-Species
by Doragonsureiya
Summary: The events of the Amazing Spider-Man are now in the past, as well as the Lizard's reign of terror. However, a new threat is emerging at Oscorp, of all places. With some unlikely allies and his own wits, Spider-Man must now put an end to the threat of the Cross-Species once and for all. Rated T for violence as of right now. Sci-Fi because of the origin of the Cross-Species.
1. Chapter 1

**Rise of the Cross-Species**

**Notes:**

**This is a story set after the Amazing Spider-Man movie, when Dr. Connors has been taken into a local mental facility and Peter Parker believes the threat is over. What he doesn't know is that Connors' work went far beyond the Lizard, but a trip to Oscorp may just change that. **

**This story is based loosely off the storyline of the Amazing Spider-Man videogame at first, but then progresses onward to my own line of events. The chapters here will be longer than those of my other stories. Anyway, enjoy!**

* * *

**Chapter One: Oscorp**

Over a year had passed since the Lizard incident in New York. Everything now seemed to be back to normal, but for some people nothing could ever be normal again. Some people lost their lives that day, and their families and friends could never forgive Curt Connors or forget the destruction he caused.

And yet some people were able to put it in the past. What was done was done and there was no going back. Peter Parker was one of those people, but in some ways he was also one of the others. He had lost people on that day, but unlike some he was able to leave that behind. Never would he forget those people, but he realised that to harbour a grudge against a man behind bars was pointless. He was also able to forgive Connors as a friend, knowing that it was not he but the Lizard who caused the destruction of so many lives.

Besides, that was in the past, and in Peter's line of work you have to be able to forget the past and concentrate on the present. What kind of job makes you forget the past? I hear you ask. Perhaps "work" wasn't the best word to use in this situation. You see, Peter Parker's job is more than just sitting at a computer all day, or dealing with potential investors. Peter's job is saving the world. Doubtless, everyone has heard of the costumed vigilante, Spider-Man. Whether you see him as a hero or a menace, the facts are there: Spider-Man has saved our world more times than you can count on your fingers and toes. In fact, more times than you could count on the fingers and toes of all your friends and family, plus whomever you happen to meet on the streets today. Throw in your pet's paws, fins or wings, and you've probably got an accurate representation of half the times he's saved the world and, to a lesser – but still important – extent, New York City, his home.

Currently, Peter was being led on a late night tour around Oscorp, the world's leading research centre in cross-species genetics and the birthplace of Spider-Man, as well as countless villains. Gwen Stacy, his guide and girlfriend, crept before him, speaking sparingly and in hushed tones. All of a sudden, she came to a halt before a locked door and signalled for Peter to do the same.

"This is it," Gwen breathed in an excited whisper. "Beyond this door is proof that Oscorp is continuing Connors' work."

"Connors' work? You mean, creating more of the Lizard serum?" Peter asked, somewhat shocked by what he was hearing.

"I believe they've gone way past that. I don't know exactly what they're doing, but I do know that it can't be good," Gwen explained in hushed tones.

"How can you be sure?" Peter asked sceptically. As much as he enjoyed having the chance to explore such a premier science facility, Peter hoped beyond hope that he wouldn't have to face the same troubles he had last time Oscorp tried experimenting with DNA.

"Late at night you can hear strange sounds on the other side of this door. Sounds that remind me distinctly of the Lizard," Gwen stated confidently.

"Are you sure that's not just the security guards snoring when they sleep on the job?" Peter quipped.

"Peter, be serious!" Gwen scolded, but she couldn't hold in a small giggle.

"Ah, you laughed! You can't deny it, I'm a funny guy," Peter joked, his voice raised a little in humour.

"In your dreams… wait… shh!" Gwen laughed, then suddenly trailed off and shushed him. Peter fell silent, listening intently for the source of the noise. He heard a sharp cackling sound which reminded him vaguely of a hyena, but it was warped and somehow sounded even more sinister.

"Do you hear that?" Gwen whispered, tension in her voice. Peter nodded, but remained silent in order to concentrate on the sounds.

"Ah, shut up!" said a muffled voice from the other side of the door. This was followed by further cackling and a noise like a body hitting reinforced glass.

"What was that?" Gwen asked fearfully, but Peter just shushed her in order to listen closer.

"Can't get me that easily," said the same voice that had tried to silence whatever was making the cackling noise. Gwen visibly relaxed at the sound of his voice. More cackling followed and the sound of the creature trying to get out of whatever cage was holding it repeated itself a few times.

"Stop fooling around with the species!" barked a harsh new voice. The first voice then mumbled an apology and the sound of heavy footsteps were heard, growing quieter as the two men on the other side left the room.

"Come on, we've got to see this!" Gwen said excitedly, typing a PIN number into a keypad on the wall beside the door. With an accepting beep, the door slid open and Peter followed Gwen through. What he saw made him gasp in shock.

In the centre of the room was a rounded enclosure, with reinforced glass walls from the floor to the ceiling. Inside was a green substance strewn across the floor and walls, which Peter couldn't even begin to guess the name of. But it wasn't the cage's condition that shocked him; it was the occupant. Behind the walls was what resembled a Hyena, but it stood on two legs and had large, human-like muscles on its chest, arms and legs. The Hyena creature saw Peter and cocked an inquisitive head, staring at him for a while, before unleashing an almighty roar, spittle clinging to its open jaws. Peter and Gwen stepped back as armed men rushed into the room, securing the perimeter and assessing the threat. Seeing the Hyena safely caged, the leader of the group approached Peter and Gwen with a stern look.

"What are you kids doing here? This is a restricted area," the man scolded them, his heavy armour clinking as he walked.

"We were… and then… how could you?" Gwen began to mumble, but Peter cut her off.

"This is all my fault, sir," he said apologetically. "Being a huge science nerd myself, when I heard about Oscorp I had to see for myself."

"And what's your excuse?" the man asked Gwen, who was still somewhat shocked.

"I made her bring me here," Peter interrupted.

"Well, you two need to get out of here. We'll discuss with Dr. Smythe what your punishment should be in the morning."

"Not so fast, Henry," came a new voice, entering through the door behind them. Peter turned around and saw a tall man wearing a lab coat and an annoyed look upon his worn face.

"Dr. Smythe, sir!" the man exclaimed, saluting the newcomer. Peter had a sudden recognition of the man, having seen him in a magazine somewhere.

"Dr. Smythe, it's a pleasure to meet you. I loved your piece on Nanobots," Peter said in greeting, extending his hand to the doctor. Smythe shook it with, to Peter's surprise, a welcoming look.

"Gwen, who is this?" Smythe asked, not taking his eyes off of Peter's face.

"This is Peter Parker, sir," Gwen said nervously. Although she worked for Smythe here at Oscorp, she still felt nervous speaking to her boss.

"Parker… Where have I heard that name before?" Smythe asked thoughtfully.

"You might have known my father, Richard Parker," Peter offered.

"Ah, yes. He was a good man, your father," Smythe acknowledged with a fond grin.

"Sir, would you like us to escort these kids out of the tower?" The head guard asked.

"No, let them stay. I wish to show them what we're doing here," Smythe said, patting Peter on the shoulder. With that, he began to walk away with Peter and Gwen in tow.

"What you see here is the world's most advanced experiment in Cross-Species genetics," Smythe explained, gesturing to the Hyena.

"I knew it! You're continuing Connors' work!" Gwen exclaimed.

"No, not anymore," Smythe replied calmly. "Connors' work focused on what happens when animal DNA is injected into a human. What you see here is what happens when human DNA is injected into an animal."

"How is that any different?" Gwen asked, outraged.

"When the humans received animal DNA, they also received a part of their mindset. In effect, the beast took over. However, when these animals receive human DNA, they receive the human mindset and some of our intelligence, in theory making them equals and potential workers. They really are quite clever beings, however, as yet, they cannot talk," Smythe explained.

"They don't look that clever to me," Peter remarked, watching the Hyena cross-species fling itself at the glass with a vicious snarl.

"Appearances can be deceiving. This particular cross-species escaped its containment unit just last week. That's why we had this cage built for it," Smythe countered. Peter now looked at the Hyena and could have sworn that he saw a grin on its muzzle.

"What happened when it escaped?" Peter asked with a mixture of shock and curiosity.

"We chased it down and tranquilised it," Smythe answered with little information.

"How many people did it hurt?" Peter persisted.

"Ah… only a few," Smythe said after a long break.

"And how many did it kill?"

"A few more," Smythe mumbled. Then, to change the topic, he added, "Anyway, how about a tour?" Peter and Gwen nodded and followed Smythe toward another door. Peter looked back at the Hyena, which was now silently watching his departure. Just as Peter walked through the door, a hiss escaped the cross-species' lips. Perhaps it was just his imagination, but he could have sworn that the hiss sounded like a word.

"Spider."

* * *

"So, why was that cross-species so riled, do you think?" Peter asked Smythe as they and Gwen walked down an undecorated corridor.

"I don't know. Usually, it only behaves that way around cross-species. That was another reason we moved it," Smythe answered, but Peter was lost at "cross-species." He hadn't really considered the technical term for it, but he guessed that the spider DNA inside him made him a cross-species, too. Whether that might prove a problem or not remained to be seen.

"Well, that's odd. Oh, is this it?" Peter asked, gesturing to the door they came to approach in a way to avoid the topic.

"Yes, it is. I trust you'll keep everything you see beyond this door in the strictest of confidence?" Smythe asked, a meaningful look in his eye. Peter nodded and stepped through into a small room with a large window into a circular hall, cages covering every inch of its walls. Inside the cages were all manner of humanoid animals, from rats to rhinos.

"Wow!" breathed Peter and Gwen in unison. Smythe tapped a code into a keypad and a door that Peter hadn't noticed slid open. Smythe led the other two into the room before closing the door behind him.

"Beautiful, aren't they? The trouble is, the government don't agree. They're forcing us to destroy every last cross-species. By tonight, all this will be gone; on its way to be safely destroyed in a remote facility. But they have so much potential! Think about it! A world where rats are no longer vermin, but business partners. Lions helping the African tribes to defend themselves. Rhinoceroses growing them food! The possibilities are endless!" Smythe exclaimed, an excited gleam in his eye. Then he suddenly became sombre, "but all that hope dies tonight."

As Smythe made his speech, Peter started to worry about the cross-species. They had all began to jump up and down, pulling on their bars and screeching at him.

"They smell your blood, Pete," Gwen whispered in his ear.

"What?" Peter whispered back, keeping his eye on the cross-species.

"They smell the spider DNA. That's why they're acting this way. They know you're a cross-species!" Gwen reiterated.

"Thanks for the tour, but my Aunt May will be worried. I should get home," Peter said aloud, shaking Smythe's hand and turning to leave.

"Nonsense, my boy! We're about to move one of the cross-species. You can't miss that, can you?" Smythe said, putting his arm around Peter's shoulder and forcing him toward a cage. He raised his other hand and ushered in a team of armed guards as well as a veterinarian. The vet was loading a tranquiliser dart into a gun while the guards took up defensive positions. Still keeping Peter in place, Smythe gave the order to fire. The vet took careful aim at the cross-species inside, a wolf, and fired a dart into its flank. The wolf yelped and redoubled its efforts to escape, before the drug took effect and it slowed down, before at last collapsing into a snoring heap on the ground.

"Move in, but be careful. Ensure it is asleep before acting," Smythe instructed. The vet moved in, flanked by four guards, and gently prodded the wolf with his foot. When the cross-species was unresponsive, the vet called for four more guards, who entered carrying a tube-shaped containment unit. They set it on the floor and heaved the wolf into it, before carefully sealing the reinforced glass. With the wolf contained, the team carried it out of the cell into the hall.

"Come," Smythe beckoned Peter and Gwen to follow him, walking alongside the case.

"Is this secure?" Peter asked, worried about what might happen if the cross-species woke up.

"Yes, quite secure. We have nothing to fear from this wolf," Smythe assured him. However, within the container, the beast was already stirring.

A series of banging noises drew their attention to the container, in which the wolf was shaking violently. They watched closely as an eyelid began to flutter before snapping open, the pupil focusing on Peter.

"Spider!" it growled. This time, Peter was sure he had heard the creature's voice. As were the others, as Smythe was staring intently at the wolf, muttering, "It talks?" The creature began to pound on the glass viciously, though the containment unit seemed to be holding.

"Get these two out of here!" Smythe ordered, before a team of guards began to usher Peter and Gwen back toward the glass walled room they had entered through.

"Wait, I can help!" Peter exclaimed, trying and failing to push past the guards.

"We can handle this. Go!" replied one of the guards, pushing him back with a riot shield. The last Peter saw of the containment unit was a crack forming in the glass, before it was too far away to see. Just as the guards threw Peter into the room, an alarm went off and red lights were cast over the room. The door suddenly slammed shut behind him, with Gwen still on the other side. Peter ran to the window and looked in to see the containment unit bursting open, a hairy fist plunging through the reinforced glass is if it were paper. He watched in horror as the hulking form of the wolf rose to its feet and leapt out onto the ground. For a moment it was still, its head bowed as if in prayer for its successful escape. Then it raised its head, its nose twitching as it sniffed the air. Then it locked eyes on the guards and howled in outrage at the sight of the guns. As the guards opened fire, the wolf sprang into action, sidestepping the bullets and launching himself at the nearest guard.

"No!" Peter shouted as the wolf tore into the first guard, its razor-sharp claws making short work of the unfortunate man.

"Spider!" the wolf snarled, sniffing the air again. It ran toward the next guard, picking him up and raising him above its head. Its bulging muscles allowed it to throw the guard into the remaining group, taking them all out at once.

"I have to get in there!" Peter shouted aloud, pounding on the glass.

"Peter, run!" Gwen's voice sounded from beyond the glass.

"I can't leave you!" Peter called back, redoubling his efforts to break through the glass.

"Peter, there's nothing you can do! You can't help," Gwen tried to convince him, but she still seemed upset on his behalf.

"Maybe not, but I think I know someone who can…" Peter said, more to himself than anyone else. He then swung his rucksack off his shoulder and unzipped it to reveal a familiar red and blue costume. Donning the mask, Spider-Man threw a perfectly aimed punch at the glass. It shattered as he leapt through, running toward Gwen.

"Spider!" the wolf howled, seeing Spider-Man and running toward him.

"Gwen, run!" Peter shouted, blasting web at the approaching cross-species. The shot kept the wolf still for a moment, before it ripped free and charged at Spider-Man with renewed vigour. Peter only just managed to flip out of the way as the wolf flew past him.

"Woah, what's your problem?" Peter quipped as he released several web shots in the wolf's direction.

"Humans imprison wolf brothers! Wolf rip humans apart!" the wolf howled.

"Woah, use your words, buddy!" Peter chuckled. The wolf only seemed to get angrier, swiping at Spider-Man repeatedly. He ducked and dodged every blow before landing a few of his own on the wolf's hide.

"Wolf crush Spider!" The wolf growled. Spider-Man dropped to the ground onto his back, kicking the wolf from below and throwing it into the air. Peter followed it up with a web blast, sticking the wolf to the ceiling before it could do any more harm.

"Gwen!" Spider-Man exclaimed, looking around the room for the girl. But he couldn't find her.

"Where is she?!" he exclaimed.

"Girl gone. Rat take her," the wolf explained in its rasping voice.

"Rat?" Peter repeated. Then he turned around and gasped. The cage doors were open. The cross-species were gone.

* * *

**That's all, folks! I hope you enjoy this story. At first, I wasn't really planning on carrying this story on much, but I've enjoyed writing this chapter and have tons of ideas. So, I think you can expect some more from where this came from. I'd really appreciate any thoughts about this story, since there's really no point in writing it if no one's enjoying it, no matter how much I do.**

**See you next time!**


	2. Chapter 2

**Rise of the Cross-Species**

**Notes:**

**OK, after a while, here is at last the second chapter of Rise of the Cross-Species. Enjoy!**

* * *

**Chapter Two: Finding Gwen**

"Gwen? Gwen!" Peter shouted, scanning the room. But it was empty but for he, the wolf and the dead bodies of the guards. Smythe wasn't among them. Just as Peter grew desperate, he noticed an open air vent with claw marks on the wall around it. Just as he began to run toward it, the wolf shouted out.

"Let me help you!" it called.

"Wait, whatever happened to 'Wolf kill all humans'?" Peter asked as he stopped warily.

"I was angry. A few weeks ago I was captured by men with guns and brought here. When more men with guns appeared, I lost it," the wolf explained.

"Well then, why aren't you speaking like you just were?"

"I may have human DNA in me, but I'm still a wolf. When I get angry, the wolf takes over."

"Why should I trust you to go with me?" Peter asked doubtfully. The wolf seemed sure of its story, but after being attacked by it he wasn't too ready to trust it.

"Because I know where they're taken your friend," the wolf answered. The wolfish growl was still in its voice, though the vicious edge had been taken off.

"You just attacked me! I stuck you to the ceiling, why would you want to help me?"

"We superior cross-species have to stick together. The others are mindless beasts given great power. It is our responsibility to keep them under control," the wolf seemed sincere in his offer. Peter was taken aback by the wolf's vague likeness to his Uncle Ben, even going so far as to use the phrase "with great power, comes great responsibility," his uncle's most popular phrase. Peter decided to take a chance and trust the wolf. If it didn't keep to its promise, he could always just stick it to the ceiling again.

"Fine, come with me," he conceded, leaping onto the ceiling and pulling the wolf loose from the web. "But if we're going to work together, you need a name. Do you have one?"

"A name? No, I was never given a name. The scientists just referred to me as 'Subject 28'," the wolf explained.

"Really? Well, 'Subject 28' doesn't really roll off the tongue. How about Boris?" Peter suggested, still on the ceiling as the wolf, now free, fell to the ground. He watched carefully, ensuring it didn't run away.

"Boris?" the wolf repeated, a trace of a frown on his muzzle.

"Don't like it? No, I don't either. How about… Lupos?" Peter suggested. The wolf seemed to be sticking to its promise so far.

"Lupos? I like it! What does it mean?" the wolf growled.

"It's from the Latin word for wolf, which is lupus," Peter explained. "Anyway, we've got to go. Gwen won't find herself." With that, Spider-Man jumped down to the ground and shot a web line toward the air vent, pulling himself toward it quickly. He clambered in, Lupos scrabbling up the wall to enter behind him.

"Be quiet in your approach. If the cross-species hear us, they won't hesitate to attack us," Lupos cautioned.

"Won't they just smell us anyway?" Peter asked sceptically.

"Not unless they're in the room at the other end of this duct," Lupos answered with confidence.

"Speaking of which," Peter said, allowing the light ahead to be the end of his sentence. Both Peter and Lupos fell into utter silence. Peter signed to Lupos to stay where he was and crawled ahead to check for enemies.

Looking out of the end of the vent, Spider-Man saw the tail of a giant rat disappearing round a corner and into a corridor. But that wasn't the only thing that caught his attention. Throughout the room were small lumps of metal, but as soon as Peter stuck his head further into the room, they sprang into life and grew four metallic legs as well as unfolding laser sights.

"CROSS-SPECIES DETECTED. ENGAGE," beeped the little machines as they began to swarm toward Spider-Man's duct.

"Aww, cute," Peter quipped as the robots gathered round him. Then, as one, the machines were enveloped by red light, focused where their sights were. "Oh," Spider-Man breathed as he realised what was happening. He dived to the side just as the red lights shot out from the robots, converging where his head had just been.

"Lasers. Great!" Spider-Man sighed as he prepared to battle the robots. _I need to get close, _he thought, dodging another laser burst. He shot out two web lines and jumped backward, elasticising the webs and using their force to launch him at the robots. He came in with a solid kick to one of the robots, flinging it into the wall and smashing it. He then flipped into the air, grabbing two more robots as he did so, and flung them into the roof, where they smashed to pieces.

"That all you got?" he challenged as Lupos crawled out of the vent.

"CROSS-SPECIES DETECTED. ENGAGE," the robots repeated, now focusing on Lupos as well.

"I told you to stay there!" Peter shouted.

"Well I'm sorry, but the lasers made me think you needed my help!" Lupos retorted. _Wow, Oscorp even gave him the power of sarcasm! _Peter thought as he webbed another robot to the wall.

"Wolf smash robots!" Lupos howled, launching himself into the midst of the battle. He swiped at the robots, and took out many with one attack. _ Uh-oh, the Wolf's back, _ thought Peter. _Now I have to deal with him, too! _But for the moment, Lupos seemed to be focused on the robots. Faced with this new destructive force, the robots seemed to have forgotten about Spider-Man. _Just the way I like it._

While Lupos took out any robot unfortunate enough to be near him, Peter webbed up any that he missed. They made short work of the robots, and soon only Peter and Lupos remained standing. With a vicious snarl, the Wolf turned on Peter. _I knew it! _Peter thought with dread as he prepared to fight his new friend.

"Hold on buddy, it's me! The Spider!" he called in an attempt to reach Lupos. Only now did he realise how helpful the wolf could be in his attempt to find Gwen and, furthermore, recapture the other cross-species. Lupos' help would be invaluable to him, and he hoped not to lose that now.

"Spider?" the Wolf growled, sniffing the air. Then, catching Peter's scent, the fury in his pupils seemed to dissipate and the low growling he had been emitting ceased. "Sorry about that. I got a little carried away," he said in his softer growl of a voice. _Amazing! He actually recognised me and stopped the Wolf, _Peter thought.

"Glad you're back. Now, can you smell Gwen anywhere?" Spider-Man asked with concern in his voice. Lupos paused to sniff the air, his black nose twitching in stark contrast to the rest of his body, which was covered in a layer of snow white fur. Peter knew the cross-species would never allow him to find out, but he guessed from its appearance that Lupos' fur was soft.

"This way," Lupos growled, running toward the corridor that the rat had disappeared down. Peter sprinted after him, occasionally using a web rush to catch up. He started panting heavily as he pursued the wolf, who didn't seem to be suffering from the high speed running at all.

"Slow down… would you?" Peter breathed as he chased Lupos.

"The rat had a head start. We either run or lose your friend forever," Lupos replied, barely even out of breath.

"Fine," Peter nodded. Fighting the tiredness in his legs, he pushed on and followed Lupos down the corridor.

"Halt!" Lupos called out, skidding to a stop. Spider-Man used some web lines to stop himself before he ran into Lupos. Stopping just behind the wolf, he looked around. They had come to a crossroads within the building.

"Which way now?" he asked.

"This way," Lupos answered, sniffing the air and running left. As Lupos led Peter into another room, they saw the Rat tail disappearing yet again through another door.

"CROSS-SPECIES DETECTED. ENGAGE," droned the familiar voice of the robots.

"Why do they keep missing the Rat?" Peter groaned as he and Lupos prepared to fight.

This time, Peter wasted no time in taking out the robots. He caught two with web lines and threw them into another two, destroying all four. Meanwhile, Lupos had entered his bloodthirsty Wolf mindset. He tore through the robots with ease, slicing and crushing all who opposed him. Peter suddenly found himself the focus of several laser beams, and used his webbing to make a quick escape to one of the ceiling corners. From there, he rushed back into combat after the lasers had been fired and, aided by Lupos, finished off the robots.

"Think that's the last time we'll fight these guys?" Peter asked.

"No way," Lupos answered as he calmed back down. Peter nodded glumly, before running after the Rat.

They finally cornered the Rat when it ran into a room with no other exits. Peter found the Rat trying to scrabble up the far wall, and immediately leapt into action.

"Ha! Gotcha!" he shouted as he leapt after the Rat. A demonic squeal filled his ears as his quarry responded by leaping off the wall and toward Peter. Two forces met in mid-air, the spider and the rat. Peter let loose a powerful punch, but the Rat beat him to it. He flew backward in the air and into the wall, only just catching the Rat pushing past Lupos and running back through the corridor.

"Remind me to triumphantly yell 'gotcha' only when I've actually got the guy," Peter said to Lupos before forcing himself up and running after the Rat. They chased it all the way out to a balcony on the side of the tower.

"Where's Gwen?" Peter demanded, seeing that the Rat wasn't carrying her. The Rat smiled demonically and pointed over the balcony. "Gwen!" Peter screamed, running forward and throwing himself off the balcony.

"Lupos, you've got this!" he shouted as he fell. The road grew closer and closer as Peter plummeted down, searching for Gwen's falling figure. Despite how hard he looked, he couldn't see her. Then it hit him: the Rat had tricked him.

* * *

**CLIFF HANGER! What's going to happen to poor, falling Peter? Whatever will Spider-Man, he who jumps off of buildings for fun, do? Stick around, if you wish to know.**


End file.
